Full Press Release Details
MEDIROM Healthcare Technologies Inc.
Reports Financial Results for the Six Months
Ended June 30, 2023 and Provides Corporate Update
New York - December 29, 2023 - MEDIROM Healthcare
Technologies Inc. (NasdaqCM: MRM) ("MEDIROM" or the "Company"), a leading holistic health services provider in
Japan, today announced its interim financial results for the six months ended June 30, 2023. Provided below is a discussion and analysis
of the Company's financial condition and results of operations, along with the related unaudited and unreviewed condensed consolidated
interim financial statements of the Company, for the six months ended June 30, 2023.
The accompanying condensed consolidated interim financial statements
are unaudited and unreviewed, and have been prepared solely by the Company's management pursuant to the rules and regulations
of the U.S. Securities and Exchange Commission for interim financial reporting. Accordingly, these unaudited and unreviewed financial
statements do not include all disclosures required by U.S. GAAP for interim financial statements.
About MEDIROM Healthcare Technologies Inc.
operates 313 (as of November 30, 2023) relaxation salons across Japan, Re.Ra.Ku ,
being its leading brand, and provides healthcare services. In 2015, MEDIROM entered the health-tech business, and launched new healthcare
programs using on-demand training app called "Lav ",
which is developed by the company. MEDIROM also entered the device business in 2020 and has been recognizing revenue from selling a smart
tracker "MOTHER Bracelet ". MEDIROM plans
to expand the scope of its business to include data analysis utilizing the data it has collected since formation of the company.
Investor Relations Team
| CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENT | 1 | ||
| MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION | 2 | ||
| Overview | 2 | ||
| Key Financial Definitions and Non-U.S. GAAP Measures | 4 | ||
| Half-year Progress of Key Performance Indicators | 5 | ||
| Factors Impacting our Operating Results | 7 | ||
| Assessment of Impact of the COVID 19 to the Company's Business Operations | 8 | ||
| Operating Results | 8 | ||
| Liquidity and Capital Resources | 11 | ||
| Critical Accounting Estimate | 13 | ||
| Recent Developments | 13 | ||
| RISK FACTORS | 14 | ||
| INTERIM FINANCIAL STATEMENTS (UNAUDITED AND UNREVIEWED) | F-1 | ||
| Condensed Consolidated Balance Sheets as of June 30, 2023 (Unaudited and Unreviewed) and December 31, 2022 | F-2 | ||
| Condensed Consolidated Statements of Loss for the Six Months Ended June 30, 2023 and 2022 (Unaudited and Unreviewed) | F-3 | ||
| Condensed Consolidated Statements of Shareholders' Deficit for the Six Months Ended June 30, 2023 and 2022 (Unaudited and Unreviewed) | F-4 | ||
| Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023 and 2022 (Unaudited and Unreviewed) | F-5 | ||
| Notes to Condensed Consolidated Financial Statements for the Six Months Ended June 30, 2023 and 2022 (Unaudited and Unreviewed) | F-7 |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
Various statements contained in this interim
report of the Company for the six months ended June 30, 2023, including those that express a belief, expectation or intention,
as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may
include projections and estimates concerning our possible or assumed future results of operations, financial condition, business
strategies and plans, market opportunity, competitive position, industry environment, and potential growth opportunities. In some
cases, you can identify forward-looking statements by terms such as "may", "will", "should",
"believe", "expect", "could", "intend", "plan",
"anticipate", "estimate", "continue", "predict", "project",
"potential", "target," "goal" or other words that convey the uncertainty of future events or
outcomes. You can also identify forward-looking statements by discussions of strategy, plans or intentions. We have based these
forward-looking statements on our current expectations and assumptions about future events. While our management considers these
expectations and assumptions to be reasonable, because forward-looking statements relate to matters that have not yet occurred, they
are inherently subject to significant business, competitive, economic, regulatory and other risks, contingencies and uncertainties,
most of which are difficult to predict and many of which are beyond our control. These and other important factors, including, among
others, those discussed in this interim report under the heading "Risk Factors" may cause our actual results,
performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the
forward-looking statements in this interim report. Some of the factors that could cause actual results to differ materially from
those expressed or implied by the forward-looking statements in this interim report include:
Given the foregoing risks and uncertainties, you
are cautioned not to place undue reliance on the forward-looking statements in this interim report. The forward-looking statements contained
in this interim report are not guarantees of future performance and our actual results of operations and financial condition may differ
materially from such forward-looking statements. In addition, even if our results of operations and financial condition are consistent
with the forward-looking statements in this interim report, they may not be predictive of results or developments in future periods.
Any forward-looking statement that we make in
this interim report speaks only as of the date of this interim report. Except as required by law, we do not undertake any obligation to
update or revise, or to publicly announce any update or revision to, any of the forward-looking statements in this interim report, whether
as a result of new information, future events or otherwise, after the date of this interim report.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATION
following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited
and unreviewed condensed consolidated interim financial statements and related notes thereto, included elsewhere in this interim report.
The accompanying condensed consolidated interim financial statements are unaudited and unreviewed, and have been prepared solely by the
Company's management pursuant to the rules and regulations of the U.S. Securities and Exchange Commission for interim financial
reporting. Accordingly, these unaudited and unreviewed financial statements do not include all disclosures required by U.S. GAAP for interim
financial statements.
In addition to historical financial information,
the following discussion contains forward-looking statements that reflect our current plans, expectations, estimates and beliefs. Our
actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute
to these differences include those discussed below and elsewhere in this interim report, particularly in the section entitled "Cautionary
Note Regarding Forward-Looking Statements."
As used this interim report, the terms "the
Company", "Medirom", "we", "our" or "us" may, depending upon the context, refer
solely to the Company, to one or more of the Company's consolidated subsidiaries or to all of them taken as a whole.
functional currency and reporting currency is the Japanese yen (which we refer to as "JPY" or " ").
The terms "dollar," "USD," "US$" or "$" refer to U.S. dollars, the legal currency of the
United States. Convenience translations included in this interim report of Japanese yen into U.S. dollars have been made at the exchange
rate of 144.470 = US$1.00, which was the foreign exchange rate on June 30, 2023 as reported by the Board of Governors of the
Federal Reserve System (which we refer to as the "U.S. Federal Reserve") in weekly release. Historical and current exchange
rate information may be found at www.federalreserve.gov/releases/h10/.
are one of the leading holistic health services providers in Japan. Medirom is a franchiser and operator of healthcare salons across Japan
and is a preferred platform partner for large consumer brands, healthcare service providers, and government entities to affect positive
health outcomes. Through our well-known retail salon brands, including primarily Re.Ra.Ku ,
nascent tech platforms, and targeted health consulting and marketing, we have formed a "healthtech" segment.
are a joint-stock corporation incorporated in Japan under the Companies Act. Our Company was originally incorporated in Japan in 2000.
In 2018, we established three wholly-owned subsidiaries, Bell Epoc Wellness Inc. ("BEW"), JOYHANDS WELLNESS Inc.,
and Medirom Human Resources Inc. ("MHR"), and acquired our fourth wholly-owned subsidiary, Decollte Wellness Corporation
("DW"). In December 2020, ADSs representing our common shares were listed on The Nasdaq Capital Market. In May 2021,
we acquired our fifth wholly-owned subsidiary, SAWAN Co. Ltd ("SAWAN"). In July 2021, in order to speed up the decision-making
process, improve business efficiency, and maximize business value, we reorganized and re-designated certain of our then wholly-owned subsidiaries
by business functions. As part of the reorganization, DW merged with and into BEW with BEW being the surviving entity. As a result of
the merger between DW and BEW, BEW (currently known as Wing Inc.) now operates the salons previously owned by DW. Since July 1, 2021,
Wing Inc. has been managing the business operations of the majority of our relaxation salons, excluding those located in spa facilities
or under "Ruam Ruam" brand. In addition, we established Bell Epoc Power Partners Inc. ("BJP"), which succeeded
to the rights and obligations relating to the salon management entrusted division previously operated by BEW. In October 2021, we
acquired 60% of the ownership interest in ZACC Kabushiki Kaisha ("ZACC"), a high-end hair salon company, and acquired the
remaining 40% of the ownership interest in ZACC in January 2022.
May 31, 2023, our board of directors approved a second reorganization (the "Second Reorganization"), which consists of
(i) an Incorporation-type Company Split Plan, pursuant to which our Company spun off the Digital Preventative Healthcare business
and transfer and assign it to MEDIROM MOTHER Labs Inc., a newly established wholly-owned subsidiary, which is expected to solely conduct
the Digital Preventative Healthcare business going forward; and (ii) an Absorption-type Company Split Agreement, pursuant to which
our Company spun off the existing salon development department (which is responsible for sourcing and setting up store spaces) and general
corporate department (which includes accounting, legal, general affairs, human resources, IT and any other corporate functions) and
had Bell & Joy Power Partners Inc., an existing wholly-owned subsidiary, assume such operations going forward (on the same day,
Bell & Joy Power Partners Inc. was renamed into MEDIROM Shared Services Inc.). The Second
Reorganization became effective on July 3, 2023.
principal operating subsidiaries following the consummation of the Second Reorganization are as follows:
| Jurisdiction | Percentage Interest Held | ||||||
| MEDIROM Shared Services Inc. (f/k/a Bell & Joy Power Partners Inc.) | Japan | 100% | |||||
| Wing Inc. | Japan | 100% | |||||
| JOYHANDS WELLNESS Inc. | Japan | 100% | |||||
| Medirom Human Resources Inc. | Japan | 100% | |||||
| SAWAN CO. LTD. | Japan | 100% | |||||
| ZACC Kabushiki Kaisha | Japan | 100% | |||||
| MEDIROM MOTHER Labs Inc. | Japan | 100% |